The Canaanite… heard: He heard that Aaron had died and that the clouds of glory had departed… as is stated in [Tractate] Rosh Hashanah (3a). Amalek was always a chastising whip for Israel, ready at any time to mete out punishment. — [Midrash Tanchuma Chukkath 18, Num. Rabbah 19:20]

who lived in the south: This refers to Amalek, as it says, “The Amalekites dwell in the south land” (13:29). They changed their language to speak in the language of Canaan so that the Israelites would pray to the Holy One, blessed is He, to deliver the Canaanites into their hands, and [since] they were not Canaanites [their prayers would have no effect]. But Israel saw that they were dressed like Amalekites though they spoke in a Canaanite tongue. So they said, “We will pray generally [for success],” as it says, “If You deliver his people into my hand….” - [Midrash Aggadah , Yalkut Shimoni from Midrash Yelammedenu . Note that in these sources, the Amalekites changed their dress as well, and that version is found also in the Reggio edition of Rashi . The Yemenite manuscript, however, conforms with our reading. See Chavel fn. 87, Yosef Hallel , Leket Bahir fn. ד. See also Num. Rabbah 19:20.]

the route of the spies: Heb. דֶּרֶךְ הָאֲתָרִים, the southern route, taken by the spies (הַתָּרִים), as it says,“They went up in the south” (13:22). Another interpretation: The route of the great guide [the ark] (הַתַּיָּר) which went ahead of them, as it says, “traveled three days ahead of them to seek for them a place to settle” (10:33). - [Midrash Tanchuma Chukkath 18, Num. Rabbah 19:20]

by way of the Red Sea: Since Aaron had died, and this war had come upon them, they turned back to the Red Sea route, which is the route they returned to after the decree [because of the sin] of the spies had been issued against them, as it says, “and journey into the desert by way of the Red Sea” (Deut. 1:40). Here they went back seven stations, as it says, “The children of Israel journeyed from the wells of Benei Yaakan to Moserah; there Aaron died” (ibid. 10:6). Did he really die in Moserah? Did he not die at Mount Hor? However, there [in Moserah] they again mourned for him and eulogized him, as if he had died in their presence. Go and study the stations, and you will find that there were seven stations between Moserah and Mount Hor. — [Midrash Tanchuma Chukkath 18, Seder Olam ch. 9]

to circle the land of Edom: since they did not allow them to pass through their land.

לסבב את ארץ אדום: שלא נתנם לעבור בארצו:

and the people became disheartened because of the way: Because of the hardship of traveling, which was hard for them. They said, “Now we were so close to entering the Land, and we are turning back. So did our fathers turn back and remain for thirty-eight years, until today.” Therefore, they became disheartened by the hardship of traveling. In old French, encrote lor , or encrut lor, it discouraged them. It is, however, incorrect to say that the people became disheartened בַּדָּרֶךְ, meaning “while on the way,” without explaining what caused them to become disheartened, for whenever קִצּוּר נֶפֶשׁ [literally, shortness of spirit] is mentioned in Scripture, the cause of the discouragement is specified, as in, “I could not tolerate them (וַתִּקְצַר נַפְשִׁי בָּהֶם)” (Zech. 11:8), and as in, “He felt distressed because of the misery of Israel (וַתִּקְצַר נַפְשׁוֹ בַּעֲמַל יִשְׂרָאֵל)” (Jud. 10:16). Anything difficult for a person to bear is called קִצּוּר נֶפֶשׁ, like a person who is beset with trouble, and his mind is not composed enough to accept it. There is no place in his heart for the distress to settle. The thing causing the distress is described as ‘large’ since it is too large for him and weighs heavily on him, as in, “and their souls also loathed Me (בָּחֲלָה בִי)” (Zech. 11:8); they were too much for Me. [And also,] “And it is so great (וְיִגְאֶה) that you hunt me like a lion” (Job 10:16). In summary, the expression shortness of spirit (קִצּוּר נֶפֶשׁ) for a thing, means that it is intolerable, and the mind cannot bear it.

against God and against Moses: They equated the servant with his Master. — [Midrash Tanchuma Chukkath 19, Num. Rabbah 19:21]

בא-להים ובמשה: השוו עבד לקונו:

Why have you brought us up: Both of them [were considered] equal.

למה העליתנו: שניהם שוים:

and we are disgusted: Heb. וְנַפְשֵׁנוּ קָצָה. This too denotes intolerance and loathing.

ונפשנו קצה: אף זה לשון קצור נפש ומאוס:

with this rotten bread: Since the manna was absorbed into their limbs [and not excreted from their bowels], they called it rotten (Mizrachi , or cursed , according to Gur Aryeh.) They said,“This manna will eventually swell up in our stomachs.” Is there any mortal who ingests but does not excrete?- [Yoma 75b, see Rashi there]

and they bit the people: Let the snake, which was smitten for speaking evil [to Eve] come and punish those who spread slander [about the manna]. Let the snake, for which all types of food taste the same, come and punish those ingrates, for whom one thing [the manna] changes into various tastes. — [Midrash Tanchuma Chukkath 19, Num. Rabbah 19:22]

on a pole: Heb. עַל נֵס, on a post, perche in French. Similarly,“and like a flagpole (וְכַנֵּס) on a hill” (Isa. 30:17);“will I raise My standard (נִסִּי) ” (ibid. 49:22);“raise a banner” (נֵס) (ibid. 13:2). Since it stands high, and serves as a signal and is to be seen, it is called נֵס (a sign).

whoever is bitten: Even if a dog or a donkey bit him, he would suffer injury and steadily deteriorate, but a snake bite would kill quickly. That is why it says here [regarding other bites], “will look at it”-a mere glance. But regarding the snake bite it says “he would gaze”-“and whenever a snake bit [a man], he would gaze” (verse 9), for the snake bite would not heal unless one gazed at it [the copper snake] intently (Yer. R.H. 3:9). Our Rabbis said, Does a snake cause death or life? However, when Israel looked heavenward and subjected their hearts to their Father in heaven, they would be healed, but if not, they would waste away. — [R.H. 29a]

a copper snake: He was not told to make it of copper, but Moses said,"The Holy One, blessed is He, called it a snake (נָחָשׁ), so I will make it of copper, (נְחשֶׁת), one term similar to the other term. — [Mid. Gen. Rabbah 19:31:8]

the wasteland passes: Heb. בְּעִיֵּי הָעֲבָרִים. I do not know why they were called עִיּים, wastelands. The word עִי denotes a ruin; something swept aside with a broom. Only the letter ‘ayin’ in it belongs to the root; it derives from the word עִי“shovels” (Exod. 27:3), [and as in] וְיָעָה בָרָד,“and hail shall sweep away” (Isa. 28:17). - [Machbereth Menachem p. 135]

13From there they journeyed, and they encamped on the other side of the Arnon, which was in the desert, extending from the Amorite border, for Arnon was the Moabite border between Moab and the Amorites.

on the other side of the Arnon: They circled the southern and eastern [sides] of the land of Moab, until they came to the other side of the Arnon [river] in the middle of the Amorite territory, to the north of the land of Moab.

extending from the Amorite border: A strip of Amorite territory protrudes from the Amorite border into Moabite territory [reaching] until Arnon, which is the Moabite border. The Israelites camped there, without entering the border of Moab, (for Arnon was the Moabite border, and they did not allow them to pass through their land. Even though Moses did not state this explicitly, Jephthah did explain it), as Jephthah said, “Also to the king of Moab he sent, but he was unwilling” (Jud. 11:17). Moses, however, alludes to it: “Just as the children of Esau who dwell in Seir, and the Moabites who dwell in Ar, did for me” (Deut. 2:29). [He meant to say:] Just as these [children of Esau] did not permit them to pass through their lands, but they circled around them, so did Moab too.

Concerning this it is told: Concerning this encampment, and the miracles that happened there, “it is told in the account of the wars of the Lord”: when they relate the miracles that happened to our forefathers, they will relate: “What He gave….”

What He gave: Heb. אֶת וָהֵב, like אֶת יָהֵב [which is the Aramaic root meaning to give]. Just as from [the root] יעד we say ועד so from יהב ‘to give’ [we get] והב, and the “vav” is [part of] the root. That is to say, what He gave (יהב) them and wrought many miracles at the Red Sea. — [Onkelos]

and the streams of Arnon: Just as we recount the miracles of the Red Sea, so should we recount the miracles that happened at the streams of Arnon, for here too, many great miracles were performed. What were those miracles?…- [Midrash Tanchuma Chukkath 20, Num. Rabbah 19:25]

The spilling of the streams: The Aramaic translation of שֶׁפֶךְ,“spilling,” is אֶשֶׁד -the spilling of the streams, for [there] the blood of the Amorites who were hidden there was spilled. The mountains were high and the gorge deep and narrow, and the mountains were so close to each other, that a man standing on the mountain on one side [of the gorge] could speak to his fellow standing on the mountain on the other side. A road passed along [the floor of] the gorge. The Amorites said, “When the Israelites enter the land by passing through the gorge, we will come out of the caves in the mountains above them and kill them with arrows and stones shot from catapults.” There were clefts in the rock on the Moabite side [of the canyon], and directly opposite those clefts, on the mountain on the Amorite side, there were protrusions, [appearing] like horns and breasts. When the Israelites prepared to pass through, the mountain of the Land of Israel trembled, like a maidservant going out to greet her mistress, and moved toward the mountain of Moab. Then those breastlike protrusions entered the clefts, killing them [the Amorites]. This is the meaning of, “that turned to settle at Ar.” The mountain swung from its place and moved toward the side of the Moabite border, and attached itself to it. Thus, “[it] leaned on the border of Moab.” - [Midrash Tanchuma Chukkath 20, Num. Rabbah 19:25]

From there to the well: From there the flow [of blood] came to the well. How? The Holy One, blessed is He, said, “Who will inform My children of these miracles?” The proverb goes, “If you give a child bread, inform his mother” (Shab. 10b). After they passed through, the mountains returned to their places, and the well descended into the stream, and brought up the blood of the slain, their arms, and their limbs, and carried them around the camp. The Israelites saw them and sang a song. — [Midrash Tanchuma Chukkath 20, Num. Rabbah 19:25]

Ascend, O well: from the stream, and bring up what you are to bring up. How do we know that the well informed them? For it says, “From there… the well.” Was it [really] from there? Was not [the well] with them since the beginning of the forty years? However, it descended to proclaim the miracles. Similarly, “Then Israel sang this song,” was said at the end of forty [years], but the well was given to them at the beginning of the forty [years]. Why was it [the song] written here [instead of earlier]? Because the subject [of the song] is explained in connection to what precedes it in the above text. — [Midrash Tanchuma Chukkath 20, Num. Rabbah 19:25]

From the heights to the valley in the field of Moab: For there Moses died and the well ceased. Another interpretation: A well dug out by princes - When they encamped each tribal chieftain took his staff and drew it toward his division and his camp. The waters of the well were drawn after that mark, and came in front of the camping place of each tribe - [Midrash Tanchuma Chukkath 21, Num. Rabbah 19:25].

through the lawgiver: Through Moses, who was called lawgiver, as it says, “for there the portion of the lawgiver is concealed” (Deut. 33:21). But why is Moses not explicitly mentioned in this song? Because he was smitten through the well. And because Moses’ name is not mentioned, the Name of the Holy One, blessed is He, is not mentioned. This can be compared to a king who was invited to a banquet. He said,“If my friend is there, I will be there, but if not, I am not going.” - [Midrash Tanchuma Chukkath 21, Num. Rabbah 19:26]

that overlooks: That peak [overlooks] a place called Jeshimon, a word which describes a desert, which is a desolate place (שָׁמֵם). Another interpretation: The well can be seen from the Jeshimon, for the well was hidden in the Sea of Tiberias [Kinnereth], and anyone standing on the wastelands [above the sea] can look down and see a kind of sieve in the sea, and that is the well. In this manner R. Tanchuma explained it. — [Midrash Tanchuma Chukkath 21, Num. Rabbah 19:25]

Israel sent messengers: Elsewhere, the sending [of messengers] is ascribed to Moses, as it says, “So I sent messengers from the desert of Kedemoth” (Deut. 2:26). Similarly, “Moses sent messengers to the king of Edom…” (above. 20: 14), but concerning Jephthah it says, “Israel sent messengers to the king of Edom…” (Jud. 11:17). These verses supplement each other; one holds back [information by not informing us who authorized the sending of the messengers] and the other reveals [that Moses sent them]. Moses is Israel, and Israel is Moses, to teach you that the leader of the generation is equal to the entire generation, because the leader is everything. — [Midrash Tanchuma Chukkath 23, Num. Rabbah 19:28]

But Sihon did not permit: Since all the Canaanite kings paid him tribute for protecting them against marauding armies, when Israel said to him, “Let me pass through your land,” he said to them, “My very presence is only to protect them from you, so how can you suggest such a thing?” - [Midrash Tanchuma Chukkath 23, Num. Rabbah 19:29]

went out… toward Israel: Had Heshbon been full of gnats, no creature could have conquered it, and had Sihon been [living in] a weak village, no man could have conquered it. How much more so [was it invincible] since he [Sihon] was in Heshbon. The Holy One, blessed is He, said, “Why should I trouble My children to besiege every city?” He gave all the warriors the idea to leave the cities, and they all gathered in one place, where they were slain. From there Israel proceeded to the cities, where there met with no opposition, since only women and children were [left] there. — [Midrash Tanchuma Chukkath 23, Num. Rabbah 19:29]

and he had fought: Why was it necessary to write this? For it says,“Do not distress the Moabites” (Deut. 2:9), and Heshbon belonged to Moab, Scripture writes that Sihon had taken it from them, and through him it was made permissible for Israel. — [Chul. 60b]

Come to Heshbon: because Sihon could not conquer it. So he went and hired Balaam to curse it. This is what Balak [meant when he] said to him,“For I know that whoever you bless is blessed” (22:6). - [Midrash Tanchuma Chukkath 24, Balak 4, Num. Rabbah 19:30, 20:7, Mid. Aggadah]

is destroyed from Heshbon, it has been removed from Dibon: The kingdom and dominion that Moab had over Heshbon terminated from there. Similarly, עַד דִּיבֹן -the Targum of סַר ‘removed’ is עַד, that is to say, the kingdom was removed from Dibon. [The word] נִיר is a term denoting kingship and dominion [resulting from] the rule of man, as in “so that there be dominion for David My servant” (I Kings 11:36). - [Onkelos]

Moses sent [men] to spy out Jaazer: The spies captured it. They said, We shall not do like the first group. We have [such] confidence in the power of Moses’ prayer that we are able to do battle. — [Midrash Tanchuma Chukkath 24, Num. Rabbah 19:31]

Do not fear him: Moses was afraid to fight [against him] lest the merit of Abraham advocate for him, as it says, “The refugee came” (Gen. 14:13) -this was Og who had escaped from the Rephaim, who were smitten by Chedorlaomer and his allies at Ashteroth Karnaim, as it says, “only Og, the king of Bashan, was left of the remnant of the Rephaim” (Deut. 3:11). - [Midrash Tanchuma Chukkath 24, Num. Rabbah 19:32]

They smote him: Moses slew him, as it says in [Tractate] Berachoth, in [the chapter beginning] Haroeh (54b): He uprooted a mountain of three parasangs [intending to throw it at the Israelites and crush them]….